Al Swanson
About Al Swanson
Al Swanson is Executive Vice President and Chief Financial Officer (CFO) of GP LLC (Plains All American’s general partner) since February 2011 and also serves as EVP & CFO of PAGP GP (the general partner of Plains GP Holdings) . He is 60 years old as of March 25, 2024, and has held progressively senior finance and treasury roles at Plains since 2001, following earlier positions at Santa Fe Snyder, Snyder Oil and Apache Corporation . PAA’s pay-for-performance framework identifies Adjusted EBITDA Attributable to PAA as the most important performance measure used to link compensation to outcomes; in 2024, Company TSR on a $100 investment was $137.87, Net Income $1.11 billion, and Adjusted EBITDA Attributable to PAA $2.78 billion .
Past Roles
| Organization | Role | Years | Evidence |
|---|---|---|---|
| GP LLC (PAA’s general partner) | EVP & Chief Financial Officer | Feb 2011 – Present | |
| GP LLC | SVP & Chief Financial Officer | Nov 2008 – Feb 2011 | |
| GP LLC | SVP – Finance (then SVP – Finance & Treasurer) | Aug 2008 – Nov 2008; Aug 2007 – Aug 2008 | |
| GP LLC | VP – Finance & Treasurer; VP & Treasurer; Treasurer | Aug 2005 – Aug 2007; Feb 2004 – Aug 2005; May 2001 – Feb 2004 | |
| Plains Resources | Treasurer; Director of Treasury | Feb 2001 – May 2001; Nov 2000 – Feb 2001 | |
| Santa Fe Snyder | Treasurer | 1999 – Oct 2000 | |
| Snyder Oil | Director of Corporate Finance; Controller, SOCO Offshore; Accounting Manager | 1992 – 1998 | |
| Apache Corporation | Internal audit and accounting | Career start |
External Roles
| Organization | Role | Years | Evidence |
|---|---|---|---|
| PAGP GP (general partner of Plains GP Holdings) | EVP & Chief Financial Officer | Concurrent with PAA role |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of Salary) | Target Bonus ($) | Actual Annual Bonus ($) | Sources |
|---|---|---|---|---|---|
| 2024 | 550,000 | 150% | 825,000 | 1,150,000 | Salary/targets ; Actual |
| 2023 | 550,000 | 150% | 825,000 | 1,180,000 | Salary/targets ; Actual |
| 2022 | 512,500 | 150% (set Feb 2022) | 768,750 | 1,450,000 | Salary/targets ; Actual |
Notes:
- 2024 bonus payout math disclosed for each NEO. For Swanson: company score 128% (60% weight) and individual score 155% (40% weight) yielded a 139% of target payout, or $1,150,000 .
- No salary changes for NEOs in 2023; 2024 had no changes for Swanson .
Performance Compensation
Annual Cash Incentive Framework (Plan Design and 2024 Outcome)
| Element | Detail | Evidence |
|---|---|---|
| Performance mix | Company performance (60%) + Individual (40%) | |
| Company metrics and allocation | Within company bucket: Adjusted EBITDA Attributable to PAA (40%), DCF per CUE (40%), Safety/Environmental (TRIR/FRR) (20%) | |
| Company metric payout curve | EBITDA and DCF/CUE: 0% at 92.5% of target to 200% at 110%; TRIR/FRR metric-specific ranges | |
| 2024 company score | 128% | |
| 2024 individual score (Swanson) | 155% | |
| 2024 payout as % of target (Swanson) | 139% | |
| 2024 actual bonus (Swanson) | $1,150,000 |
Historical reference points:
- 2022 company score 188%, Swanson individual 150%, resulting in 176% of target bonus payout; actual bonus $1,450,000 .
- 2023 plan design (no changes vs 2022): company 60% (same metric allocations) and individual 40% .
Long-Term Incentive (Phantom Units; 50% Time-Based / 50% Performance-Based)
| Grant/Measure | Grant Date | Design / Metrics | Payout/Vesting | Evidence |
|---|---|---|---|---|
| 2024 annual grant (Swanson) | Aug 15, 2024 | Phantom units; equity incentive target 54,000 units; grant-date fair value $1,406,160 | Performance-based awards with threshold/target/max unit counts; time-based portion customary under plan | |
| 2023 outstanding (as of 12/31/2024) | — | Time-based: 51,075 units; Performance-based: 51,075 target units | Outstanding unvested at YE 2024 | |
| 2022 outstanding (as of 12/31/2024) | — | Time-based: 69,300 units (Aug 2022 grant) | Time-based vest on August 2025 distribution date | |
| 2021 grant (vested Aug 2024) | Aug 2021 | Performance based: 50% TSR vs peer group; 50% cumulative DCF/CUE (leverage modifier) | Paid at 139% of target at Aug 2024 vest; Swanson: 167,378 units vested, value realized $2,853,795 |
Program features and definitions:
- Company states it has never issued options under LTIP; awards are phantom units (time- and performance-vested) .
- Performance period/payout mechanics for 2021 grants: TSR 157% (4/15 rank), DCF/CUE 200% (cumulative $6.93), aggregate payout 139% .
- 2022 time-based phantom units vest August 2025; DERs accrue and pay per grant terms .
- Special November 2019 retention awards (referenced for certain NEOs) use TSR ranking through 6/30/2026 for the performance half; not applicable to Swanson per tables shown .
Compensation Actually Paid vs Performance (Company-Level Context)
| Year | Company TSR (Value of $100) | Net Income | Adjusted EBITDA Attributable to PAA | Source |
|---|---|---|---|---|
| 2024 | 137.87 | $1.11 billion | $2.78 billion | |
| 2023 | 113.53 | $1.50 billion | $2.71 billion |
Adjusted EBITDA Attributable to PAA is identified as the Company-selected most important measure linking CAP to performance .
Equity Ownership & Alignment
| Item | Detail | Evidence |
|---|---|---|
| Beneficial ownership (as of Mar 24, 2025) | PAA units: 494,714; PAGP Class A shares: 1,351,839; Combined: 1,846,553 | |
| Beneficial ownership (as of Mar 25, 2024) | PAA units: 393,200; PAGP Class A shares: 1,351,839; Combined: 1,745,039 | |
| Ownership guidelines | CEO 6x salary; President 5x; EVP 3x; SVP 1x; Director 5x; “hold-until-met” rule; compliance date Nov 2025 (execs on track) | |
| Anti-hedging/pledging | Hedging and pledging prohibited for officers/directors | |
| Pledging status | No units pledged by directors/NEOs as of Mar 24, 2025 | |
| Units vested in 2024 (Swanson) | 167,378 units vested; value realized $2,853,795 | |
| Options | None issued under LTIP historically |
Aggregate insider ownership context:
- NEOs collectively owned ~13.2 million PAA/PAGP units/shares (market value ~$265 million) as of Mar 24, 2025; all directors and executive officers as a group owned 56.2 million ($1.1 billion) .
- Prior year aggregates (as of Mar 25, 2024): NEOs 12.6 million ($216 million); all directors/executives 81.0 million ($1.4 billion) .
Employment Terms
| Provision | Summary | Evidence |
|---|---|---|
| Employment agreement | No Swanson-specific employment agreement disclosed; compensation governed by plan documents and grant letters | (Absence in DEF 14A; general NEO plan terms cited below) |
| Change-in-control | Double-trigger: equity accelerates only upon change of control plus “change in status” (e.g., termination without cause or qualifying diminution) | |
| Termination without cause | Post-first-anniversary pro-rata vesting of unvested phantom units (performance at target), vest on next distribution date | |
| Death/Disability | After first anniversary of grant: all outstanding phantom units deemed nonforfeitable and vest on next distribution date | |
| Clawback | Restatement (mandatory recovery) and detrimental conduct (discretionary recovery) aligned to Nasdaq rules (amended Nov 2023) | |
| Pensions/Deferred comp | No pension or nonqualified deferred compensation plans for NEOs | |
| Perquisites | “No significant perquisites” policy disclosed |
Definitions and timing:
- “Change in status” defined (protected period 2.5 months before to 1 year after CoC) to include termination without cause or good reason-like conditions; triggers full vest on next distribution date .
- For August 2022/2023/2024 grants, death/disability provisions and termination rules summarized above .
Compensation Structure Analysis
- High at-risk mix: Over 80% of target NEO compensation is variable and/or at risk; annual bonus is 100% performance-based; 50% of LTIP is performance-based .
- Metrics tied to unitholder value: Annual cash incentives weight Adjusted EBITDA and DCF per CUE heavily, with safety/environmental as a third leg; LTIP PSUs hinge on multi-year TSR vs peers and multi-year cumulative DCF/CUE with a leverage modifier .
- Governance safeguards: No options/backdating/repricing; anti-hedging/pledging; clawback aligned to Nasdaq; hold-until-met ownership rules .
Say-on-Pay & Shareholder Feedback
- Say-on-pay support: 98% approval in 2022; regular investor engagement cited by the Compensation Committee .
Equity Vesting Calendar and Potential Selling Pressure
- Near-term: 2022 time-based phantom units vest on the August 2025 distribution date (69,300 units at target for Swanson) .
- 2021 grants vested August 2024 at 139% of target; Swanson realized 167,378 units, $2,853,795 value (provides historical context for vest-related flows) .
- Policies that mitigate selling pressure: hedging/pledging prohibitions and “hold-until-met” guideline requirements for executives still building to ownership targets .
Performance Track Record (Company context during CFO tenure)
- The Company’s Compensation Actually Paid vs Performance table underscores the linkage to Adjusted EBITDA and TSR; 2024 TSR value of $137.87 (from $100 base), Net Income $1.11 billion, and Adjusted EBITDA Attributable to PAA $2.78 billion; 2023 TSR value $113.53, Net Income $1.50 billion, Adjusted EBITDA $2.71 billion .
- Adjusted EBITDA Attributable to PAA is the Company-selected key performance measure for alignment .
Investment Implications
- Alignment and retention: Swanson’s significant combined PAA/PAGP ownership (1.85 million units/shares as of March 24, 2025) and upcoming time-based vesting (Aug 2025) indicate strong alignment and low near-term voluntary departure risk, especially given double-trigger CIC protections and pro-rata vesting rules for terminations after year one .
- Incentive signals: Annual cash metrics (Adjusted EBITDA and DCF per CUE) and multi-year PSU metrics (TSR and DCF/CUE) tightly link pay to value creation; 2024 bonus paid at 139% of target (company 128%, individual 155%), and 2021 PSUs paid at 139%—both consistent with strong results in key value drivers .
- Trading/flow watch-outs: August distribution-date vesting is a recurring liquidity event (e.g., 2024 vest), but anti-pledging and “hold-until-met” rules dampen forced selling and require retention of vested units until guideline compliance is achieved .
- Governance quality: No options, no repricing, robust clawback, and strong prior say-on-pay support (98% in 2022) reduce compensation-related governance risk .
All data above is drawn from Plains All American’s DEF 14A proxy statements dated April 11, 2025; April 12, 2024; April 14, 2023; and related tables/footnotes, with citations in-line.